BAIDA, LIBYA - The young men of this idyllic town nestled in the Green Mountain region of eastern Libya took control here in a days-long battle. First they fought their way into a security camp protected by 2,000 mercenaries and other forces loyal to the government of Moammar Gaddafi. Then they took over the streets.

When Awad Mohammed's five sons joined the battle, he stood on the sidelines with his wife. He felt fear and pride.

"They had nothing - just sticks, stones and bare chests. They took the guns from the mercenaries and used them against them," said Mohammed, an Arabic literature professor. "We never imagined the young people could do this. . . . I will die for them. These are all my sons."

Now these sons of Baida - some just 13 and armed with rifles, rocket-propelled grenades and knives - man the lawless roads as they brace for the next possible attack. They are keenly aware that their leader of 41 years has shown no qualms about killing his own people.

Throughout Wednesday, opposition activists stayed in touch with one another through weak cellphone connections, gathering news of defectors, attacks in the distant capital and rumors that Gaddafi would send planes here to bomb the town.

The scenic wonder of Baida - with its pure blue sky and lush mountains - belies the strength of its residents, who are threatening to help put an abrupt end to Gaddafi's reign through a nationwide uprising that has already claimed much of the country's eastern half. Within just over a week, the government has gone from total control here to none. But Baida's liberation came at a steep price.

At least 90 civilians have been killed in the 10-mile stretch from Baida to the town of Shahat, according to doctors and witnesses. In just one neighborhood, there have been 17 funerals, including one Wednesday.

Now, everyone is armed. The police stations and other government buildings have been burned, and pictures of Gaddafi lie shredded along the roads.

Outside the local parliament building in Baida, once controlled by Gaddafi's revolutionary committee, men and women demonstrated Wednesday, chanting "Free! Free! Libya!" Others replaced Gaddafi's green flag with the red, black and green flag that predates his rise to power.

Inside the building, community leaders met to plan for the future of an area that has no government and could easily descend into chaos. The leaders formed four committees: street cleaning, security, food supplies and medical services.

Mustafa Abdel Jalil was among those who had gathered here. Only three days ago, he was Gaddafi's justice minister. He resigned Sunday to protest the "coldblooded" killings of civilians by "tanks, bombs, bullets and mercenaries," he said.